Communiqué from the Annual General Meeting 2021 of Skanska AB (publ)
The Annual General Meeting of Skanska AB (publ) was held on March 30, 2021. Due to the risk of the spread of Covid-19 and the authorities’ regulations and advice the Meeting was carried out solely through advance voting (so-called postal voting) pursuant to temporary legislation. Presentations by the Chairman of the Board, Hans Biörck, and the CEO, Anders Danielsson, are available on Skanska’s website, www.group.skanska.com.
Income statements and balance sheets
The Meeting adopted the income statement and the balance sheet for the parent company as well as the consolidated income statement and the consolidated balance sheet for 2020.
In accordance with the Board of Directors’ proposal, the Meeting resolved to pay a dividend to the shareholders of SEK 9.50 per share, of which SEK 6.50 per share as ordinary dividend and SEK 3.00 per share as extra dividend. The record date for receiving dividend was set to Thursday April 1, 2021 and the dividend is expected to be distributed by Euroclear Sweden AB on Thursday April 8, 2021.
Discharge from liability
The members of the Board of Directors and the CEO were discharged from liability for their administration of the company during the financial year 2020.
Board of Directors
The Meeting elected members of the Board of Directors in accordance with the proposal of the Nomination Committee. Hans Biörck, Pär Boman, Jan Gurander, Fredrik Lundberg, Catherine Marcus, Jayne McGivern and Åsa Söderström Winberg were re-elected as members of the Board of Directors. Hans Biörck was re-elected as Chairman of the Board of Directors. It was noted that the trade unions have appointed Ola Fält, Richard Hörstedt and Yvonne Stenman as employee representatives in the Board of Directors with Hans Reinholdsson and Anders Rättgård as deputies.
Board of Directors’ fees
The Meeting resolved, in accordance with the Nomination Committee’s proposal, on fees to the members of the Board of Directors and to the Chairman of the Board of Directors, as well as fees for work in the committees of the Board of Directors as follows:
• SEK 2,175,000 to the Chairman of the Board;
• SEK 725,000 each to the other Board members elected by the Meeting not employed by Skanska;
• SEK 260,000 to the Chairman of the Audit Committee and SEK 185,000 each to the other members of the committee;
• SEK 112,000 to the Chairman of the Compensation Committee and SEK 107,000 each to the other members of the committee; and
• SEK 215,000 each to the Chairman of the Project Review Committee and the other members of the committee.
In accordance with the Nomination Committee’s proposal, the Meeting re-elected the accounting firm Ernst & Young AB as auditor for the period until the close of the Annual General Meeting 2022.
Remuneration report for 2020
The Meeting approved the Board of Directors’ report regarding compensation pursuant to Chapter 8, Section 53 a of the Swedish Companies Act.
Authorization for the Board to resolve on acquisitions of own Series B shares in Skanska
In accordance with the Board of Directors’ proposal, the Meeting resolved to authorize the Board of Directors to, on one or several occasions, however at the latest until the Annual General Meeting 2022, resolve on acquisitions of no more than 1,200,000 own Series B shares in Skanska on Nasdaq Stockholm at a price within the from time to time applicable range of prices (spread) on Nasdaq Stockholm, meaning the interval between the highest purchase price and the lowest selling price, to secure delivery of shares to participants in the Skanska employee ownership program resolved by the Annual General Meeting on March 28, 2019 (Seop 5). Acquired own Series B shares in Skanska may be transferred to participants in Seop 5 in accordance with the conditions stipulated in the decision by the Annual General Meeting on March 28, 2019.
Articles of Association
The Meeting resolved, in accordance with the Board of Directors' proposal, to amend the Articles of Association, whereby a new section is inserted in the Articles of Association allowing the Board to collect proxies in accordance with the procedure stated in Chapter 7, Section 4, paragraph 2 of the Swedish Companies Act, to decide that shareholders shall be entitled to exercise their voting rights by post before the General Meeting pursuant to the procedure stated in Chapter 7, Section 4 a of the Swedish Companies Act and to resolve that persons not being shareholders of the Company shall be entitled, on the conditions stipulated by the Board, to attend or in any other manner follow the proceedings at a General Meeting.
Minutes with complete resolutions from the Meeting will be made available on the company’s website, www.group.skanska.com under the heading “Corporate Governance/Shareholders’ Meeting”, no later than Tuesday April 13, 2021. A copy of the Minutes, except the voting list, will be sent upon request to shareholders providing their address to the company.